Mako Mining Announces Proposed Acquisition of the Permitted Mt. Hamilton Gold-Silver Project in Nevada Along with a Well-Defined Tungsten-Copper-Molybdenum Target, Marking the Company's First Foray Into USA Domiciled Critical Metals Without Any Equity Dil

Executive Summary
- Mako Mining Corp. entered into a binding term sheet with Sailfish Royalty Corp. to acquire 100 % of Mt. Hamilton LLC, the owner of the permitted Mt. Hamilton open‑pit heap‑leach gold‑silver project in Nevada.
- The transaction will be funded via a cash purchase of US$40 million by Sailfish (backed by a US$40 million bridge loan) and an exchange of a 20 % LBM‑price gold stream (≈341.7 oz/month for 60 months) plus a 2 % NSR royalty to Sailfish – no equity will be issued.
- The Mt. Hamilton project includes a measured & indicated resource of ~29 Mt at 0.020 oz/ton Au and 0.166 oz/ton Ag, with additional historic tungsten‑copper‑molybdenum potential; all major permits are in place and a NI 43‑101 technical report will be filed within 45 days.
Key Details
- Transaction Structure
- Step 1 – Sailfish acquisition of MH LLC: US$40 M cash paid to Mt. Hamilton Holdings LLC; funded by non‑revolving bridge loan from affiliates of Wexford Capital LP.
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Step 2 – Transfer of MH LLC to Mako: Consideration is a gold stream and a 2 % NSR royalty (no equity).
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Gold Stream Terms
- Approx. 341.7 troy ounces of gold per month for 60 months.
- Price = 20 % of LBM PM Fix price.
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Minimum net equivalent margin of US$738,000 (≈US$2,700/oz) and maximum of US$1,011,333 (≈US$3,700/oz); adjustments via put/call mechanism.
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NSR Royalty
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2 % net smelter return on all mineral production from Mt. Hamilton after the stream period ends.
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Resource Estimate (effective 2025‑09‑23) – Measured & Indicated (M&I) totals:
- Tonnes: 29.09 Mt
- Gold grade: 0.020 oz/ton → 578 k oz Au
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Silver grade: 0.166 oz/ton → 4,839 k oz Ag
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Inferred Resources – 1.46 Mt at 0.015 oz/ton Au (21 k oz) and 0.178 oz/ton Ag (260 k oz).
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Permitting & Project Status
- All major state/federal permits secured for open‑pit heap leach operation.
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Technical report (NI 43‑101) being prepared by Advantage Geoservices, APEX Geoscience, and DRA Americas; to be filed within 45 days.
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Tungsten‑Copper‑Molybdenum Target
- Historical drill program (>100,000 ft) indicates potential ore reserve of ~6.2 Mt at 0.37 % WO₃ (Phillips estimate).
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Mako plans further exploration to evaluate this critical metal target.
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Related Party & Governance
- Sailfish and Mako are both controlled by Wexford Capital; transaction qualifies as a related‑party transaction under MI 61‑101.
- Special Committee (John Hick, Mario Caron, Laurie Gaborit, Eric Fier) reviewed and recommended approval.
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Disinterested shareholder meeting to be called; management information circular will be mailed in coming weeks.
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Advisors
- Financial advisor: Stifel Canada (special committee).
- Legal counsel: Cassels Brock & Blackwell LLP (Canada); Spencer Fane LLP (U.S.).
Notable Quotes
“The proposed Mt. Hamilton acquisition is a demonstration of how Mako can use all the tools it has available to make highly accretive acquisitions without having to issue equity… The permitted Mt. Hamilton Project is relatively high‑grade… and we are likely to make a construction decision early next year.” – Akiba Leisman, CEO
Materiality Assessment: Material – Positive (significant acquisition that adds a fully permitted gold‑silver resource and strategic tungsten target; no dilution, cash‑free for Mako, and potential near‑term construction).